Slyce Inc.
TSX VENTURE : SLC
FRANKFURT : 06O1

Slyce Inc.

December 01, 2015 17:11 ET

Slyce Inc. Announces Short Form Prospectus Offering

TORONTO, ONTARIO--(Marketwired - Dec. 1, 2015) -

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Visual product search platform Slyce Inc. (TSX VENTURE:SLC) ("Slyce" or the "Corporation") is pleased to announce that it has filed a preliminary short form prospectus (the "Preliminary Prospectus") with the securities regulatory authorities in the provinces of Ontario, British Columbia and Alberta in connection with a public offering (the "Offering"), on a commercially reasonable efforts basis, of a minimum of 45,000,000 units of the Corporation (each, a "Unit") and a maximum of 67,500,000 Units at a price of CDN$0.20 per Unit (the "Offering Price") for minimum aggregate gross proceeds of approximately CDN$9,000,000 and maximum aggregate gross proceeds of approximately CDN$13,500,000 (the "Offering").

Each Unit will consist of one common share of the Corporation (each, a "Common Share") and one common share purchase warrant (each, a "Warrant"). Each Warrant will entitle the holder to acquire an additional Common Share (each, a "Warrant Share") at a price of CDN$0.22 for a period of 60 months following the date of issuance.

The Offering is being made through a syndicate led by Euro Pacific Canada Inc. (the "Lead Agent") and includes Salman Partners Inc. (together with the Lead Agent, the "Agents"). The Agents will receive a cash commission equal to 7.0% of the gross proceeds raised under the Offering. As additional consideration, the Agents will be granted non-transferable broker warrants equal to 7.0% of that number of Units sold. Each broker warrant will be exercisable into one Unit for a period of 60 months from the closing of the Offering at a price of CDN$0.22 per Unit.

Slyce has obtained a receipt for the Preliminary Prospectus from the securities regulatory authorities in the provinces of Ontario, British Columbia and Alberta. The Offering is expected to close on or about December 15, 2015, or such earlier or later date as Slyce and the Lead Agent may agree. The closing of the Offering is subject to a number of conditions, including, without limitation, the issuance of a receipt by the securities regulatory authorities in the provinces of Ontario, British Columbia and Alberta for a final short form prospectus in connection with the Offering, the approval of the TSX Venture Exchange and the execution of an agency agreement among Slyce and the Agents.

The net proceeds of the Offering will initially be added to the Corporation's working capital and will subsequently be applied to various purposes in furtherance of the Corporation's business plan and for general corporate purposes.

This press release does not constitute an offer to sell or a solicitation of any offer to buy the securities in the United States, in any province or territory of Canada or in any other jurisdiction. The securities offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. There shall be no sale of the securities in any jurisdiction in which an offer to sell, a solicitation of an offer to buy or sale would be unlawful.

About Slyce Inc.

Slyce, based in Toronto, ON, delivers sophisticated visual search technologies and is currently focused on enabling a powerful sales channel for major retailers and their customers. Consumers, wherever they are, can conveniently engage with retailers by taking pictures of desired products using their mobile devices, thereby initiating the visual search service with near-instant product recognition capability. The Company delivers its technology both as a white-label visual search platform and as a suite of consumer mobile apps. Slyce's technology is used by large retail brands such as Neiman Marcus, Urban Outfitters, Tilly's, JCPenney and Home Depot.

Slyce's business model features multiple revenue streams arising from its visual search platform, consumer apps and corresponding data services. The revenue streams include fees for software licensing, integration, purchase transactions, program promotions and data analytics.

Slyce is also listed on the Frankfurt exchange trading under (FRANKFURT:06O1).

For image download and further company information please click for the Slyce Media Kit.

READER ADVISORY

Neither the TSX-V nor its Regulation Services Provider (as that term is defined in policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release.

Statements in this press release contain forward-looking information including, without limitation, the issuance of a receipt by the securities regulatory authorities in the provinces of Ontario, British Columbia and Alberta for a final short form prospectus in connection with the Offering, the approval of the TSX Venture Exchange, the execution of an agency agreement among Slyce and the Agents, the timing and completion of the Offering and the anticipated use of proceeds by Slyce. The completion and timing of the Offering is based on a number of assumptions, including, that all approvals for the Offering will be received, a receipt by the securities regulatory authorities in the provinces of Ontario, British Columbia and Alberta being issued for a final short form prospectus in connection with the Offering, no material adverse change will occur in Slyce's operations nor will any events occur that would trigger termination rights under the agency agreement with the Agents. The intended use of the net proceeds of the Offering by Slyce might change if the board of directors of Slyce determines that it would be in the best interests of Slyce to deploy the proceeds for some other purpose. The words "will", "expect", "may" and similar expressions are intended to be among the statements that identify forward-looking statements. The forward-looking statements are founded on the basis of expectations and assumptions made by Slyce.

Readers are cautioned that assumptions used in the preparation of such information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of Slyce.

Slyce does not undertake any obligation to update or revise any forward-looking statements except as expressly required by applicable securities laws.

None of the information contained on, or connected to, Slyce's website is incorporated by reference herein.

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